Two Birds One Stone
by SpiritOfJazz
Summary: There is little time or place for love when you're running the most formidable crime organization in Skyrim. Gallus knows this, and yet he cannot shake Karliah out of his heart. A short series of one-shots exploring Gallus and Karliah's relationship, from their charming meeting to their heart-breaking separation.
1. Bait for a Fisher

28th of Second Seed 4E 158

The three children were getting into trouble.

That much was obvious. Their whispering voices were panicked and shrill, one small girl kneeling on the top of the barrel and two boys trying to peek inside while frantically making sure the coast was clear. None of them thought to look above at the man watching from the rooftop.

Gallus would always be drawn to illicit behavior, he couldn't help it.

He laid there on that Riften rooftop, his thick, brown braid dangling as he peered over the edge at the oblivious children, smiling at their mischief. When he whistled his lips three small heads snapped upwards, eyes wide and mouths agape as they stared at the man above them. Bersei Honey-Hand and Maven and Torvi Black-Briar. Gallus knew them all.

"Looks like you three could use another lookout. Mind if I join?"

It took them less than a second to bolt, sprinting as fast as their skinny legs could carry them.

Chuckling he dropped down from his perch, delightfully anticipating what treasure he was about to uncover from the barrel. However, a dull scratching from inside followed by a muted cry made him hesitate. They had caught something... Gallus just prayed it was another kid and not some wild animal. He drew his dagger and braced himself, taking a moment to ready himself before he quickly opened the lid.

A small, black kitten looked up at him, coated in white dust from the milled wheat it was standing on.

"Well, well, what have we got here?" Gallus muttered as he picked the critter up by the scruff of the neck. It was definitely kitten season, but he hadn't seen any mama cats or babies in this area of the city, who knew where Honey-Hand junior and the Black-Briars had found him. The little thing simply continued to stare at the giant with wide eyes before suddenly sneezing a puff of flour.

"Look at you." Gallus started to brush the flour off, creating a white cloud around the black creature. "You're like a little ghost, a little spook."

"Oi, boss!" A voice near shouted behind him, startling both Gallus and the kitten, which had now started squirming about. "Ya gotta get in on this, newcomer in town with fat pockets walkin' 'round like she never stepped a foot inside city walls. We're drawin' for pickpocket rights, ya gotta get in on it."

"Alright, Delvin. I'll go in..." Gallus couldn't leave the kitten behind. Following the young rookie through the quiet lane and towards the busy Riften streets Gallus found a buckled pocket on his breast that was secure enough to keep the writhing, mewing creature. Furthermore, by the time they had made it back to the marketplace he had discovered a scratching finger under the chin calmed the kitten down substantially.

"Psst!" The two men picked up at the tone and looked to see three more of their comrades huddling around the walls of the blacksmith's shop.

"You got a rat there, Gallus?" Glover nodded towards the tiny head poking out of Gallus' pocket.

"I'll have you know this is my latest loot."

"Nevermind that, just hurry and put in your lot before she spends all that coin on something." Varynn hissed, gesturing for Delvin and Gallus to place their items in his coinpurse. They both reached into their pockets and took out the first thing they could find, for Delvin it was a small garnet, Gallus pulled out a flawless emerald.

"Nothing like putting in cheap, bookworm." Shazara-Jat scoffed.

"You keep track of that tail of yours and you can sneak into the court wizard's private stash too." Gallus retorted. "Now, who is this mystery moneybags we're bidding for?"

"Haven't seen her for a bit but she'll be back... Been walking all around Riften in a daze." Glover said as Varynn started shaking his bag, the precious gems clinking together inside. "Guessing she's some Dunmer backwoods hunter from somewhere, possibly even from Morrowind. Carrying a fine looking bow around with no idea where she is or where she's going. Not a speck of city-slicker in her. But by the Nine her _pockets_... her pockets and coinpurses are _loaded_." With one final shake Varynn squeezed his eyes shut and shoved his hand in his coinpurse.

"Oi, all our tokens are different sizes! Ya could tell which one is yours!" Delvin shouted. The Thieves Guild had just recruited the boy, as soon as he had reached his sixteenth winter he had taken one step out of the orphanage and the next right into the Ratways, following the footsteps of his older brother Glover. He was uncommonly talented at sneaking, much more than his brother. He was also incredibly smart, something his peers were not quite fond of.

"I was just gonna grab the first one I felt!" Varynn said a bit too defensively. "What else am I supposed to do? Throw them on the ground and see which one bounces the highest?"

"They all weigh differently, so that would be rigged too." Delvin crossed his arms and held his ground. "Seriously, this is the way ya guys draw lots? I would've thought-"

Gallus' attention was captured by the Dunmer woman he just caught sight of. There she was, weaving around the market vendors with their vibrant red banners and prosperous wares. Trying not to give away their target's return to the marketplace, Gallus pretended to be listening to his bickering subordinates as he stole glances at the dark elf.

She was young, probably just over a century old, and she was dressed in very plain, well-worn trousers and a tunic, but he couldn't make out the details of her gray face from his distance. The boys were right though, she was not used to the city. She aimlessly walked around the square as if looking for something she had no idea where to find, completely overwhelmed by the hollering merchants and bustling patrons.

And he could _see_ her pockets bulging even from where he stood. They were beautiful.

"Gallus? What do ya think?" Delvin nudged his Guild Master. Gallus merely smiled.

"I think I get you scallywags to pick a number without telling me and I will manipulate it into a number of my choosing... If I can successfully change all your unknown numbers into my numbers I get pickpocket rights." Gallus had been playing with arithmetic the past week trying to decode a Dwemer puzzle lock and had discovered new tricks he had been dying to employ on the juniors.

"Wait, what are ya talkin'-" Delvin started but Varynn's laugh interrupted him.

"Yeah okay boss, you get four right and it's yours."

"Alright, then you are first, Varynn." Gallus smiled and turned around, facing the away from his underlings and towards the marketplace. "You pick any number and show the others, and I will turn it into the number _five_."

Leaning against the blacksmith shop wall and scratching the black kitten in his pocket, Gallus scanned the colourful market once again trying to relocate the Dunmer woman. There were the Snow-Shods, Nura's pregnant belly looking just about ready to burst... Edda Papius in all her fine clothing... a band of fishermen driving a hard bargain at Svorri Bear-Shirt's fish stand...

"You got a number there, Varynn?" Gallus asked the elf behind him, finally pinpointing the wandering Dunmer woman looking at a jewelry vendor.

"Yes."

"And the others know what it is?"

"Yes! Just get on with it!"

"Very well then, I want you to double that number."

"Uh... okay."

"Now add ten."

"Yep."

"Half that."

"By Azura this is foolish..."

"What was that, Varynn? Wanting to back out of your pickpocket rights? I'm looking at the Dunmer woman right now and her pockets are still _so full."_

"Alright, alright! I halved it!"

"Now subtract your original number from that number..." Gallus listened closely, a smile starting to curl his lips. "Is that number five?"

"Fuck you."

"Alrighty, Varynn's out for the count. Who is next?" Gallus kept his eyes locked on their target despite the kitten in his pocket trying to latch onto and bite his fingers. "The next number I'm going to make is three."

"I'll take a shot at it." Glover's deep voice spoke from behind Gallus.

"You got a number you can show to the other boys?" Gallus watched the Dunmer woman walk towards the next stand, her movement and stance was elegant and poise. Definitely not that of a hardened, backwoods hunter. And there was something about her eyes that was different...

"Yeah, I got it." Glover said.

"Now double it."

"Yep."

"Add six."

"Yep."

"Now half that."

"Okay."

"Take away your choosen number."

"Yep."

"Is that number a three now?"

"Nope-"

"Aye it is! He's lyin'!" Delvin cut in.

"Damn you, runt!" Glover hissed.

"Oi, I want my shot too!"

"Hey hey hey! Boys! Settle down!" Gallus ripped his sight from the Dunmer woman and towards the brothers behind him, causing them to immediately recoil under the authority of their Guild Master. "Shazara-Jat, you want a go? I'm thinking I want to change your number to a one."

"Uh...I think I'm gonna pass."

"Are you sure?"

"The lizard can barely count his septims what makes you think he can double and half and add things?" Varynn sneered.

"You watch it dark skin, I'll pummel you!"

Gallus couldn't help but roll his eyes. It was times like these he genuinely wondered how the Guild was still standing.

"Delvin, you want your shot? Think you can pick a number I can't turn into a one?" Gallus asked the boy beside him. He could see the cogs whirling in his head as he thought fiercely.

"Aye, I've got a number."

"Good, now show it to the sore losers behind me." Gallus turned back to the marketplace, taking a few seconds to find the Dunmer woman again. A snicker behind him told him Delvin may have picked a tricky number.

"Aye, they know."

"Now add three."

"Aye."

"Double it."

"Aye."

"Subtract four."

"Aye."

"Half that."

"Aye."

"Subtract that with the number you thought of."

"Gods damn it!" Delvin cursed as the men around him scoffed and sighed with frustration. "Not even a double digit worked!"

"Well boys, it was nice playing. But if you don't mind, I've got a few pockets out there with my name on them." Gallus grinned at the disgruntled thieves, visually expressing their regret in including the Guild Master in their draw for fishing rights.

Without wasting time, he took off into the thick of the market. The sun was still high and bright so there were no shadows to fall back to, he'd have to be quick and deft.

It took a few moments to locate the Dunmer in the midst of the crowd, but there she was, looking at a produce stand with her back to him. Despite the intimidating ebony bow slung over her shoulder, nothing could daunt Gallus away from the brimmed pockets and coinpurses tied to her belt.

He would go for the coinpurse on her right-side, it'd be impossible to pickpocket everything off her at once and it was the easiest and most bountiful to nab. It would be a quick cut and run. However, as soon as he finished assessing his target and made to start advancing towards her she took off, gracefully speeding away to the other side of the market and out of his line of sight.

Internally cursing, Gallus hugged the giant well in the center of the square and slowly moved around it, trying not to look too suspicious to the people around him. It wasn't hard to find her again, her pointed ears peeked through her dark curtain of hair as she looked at the same jewelry vendor she did earlier.

Gallus seized the opportunity of her distraction, to waste anymore time shadowing her would liken his chances of getting caught. Walking quickly but casually, he made his way around the vendors and locals, lining himself up to be able to cut and grab her coinpurse without any slowing. Within three feet of her he discreetly drew his dagger, within inches he cut the purse from her belt and made to keep walking.

But something yanked him back.

The Dunmer woman, they were so close now, her left hand was gripping the wrist holding her coinpurse, he hadn't even gotten a second pace away.

Usually Gallus would've done something, either fight to get away or evolve into a charming liar depending on the situation, but the fact that the mysterious woman didn't shriek or call guards or assault him made him petrified. She simply stood there, and before Gallus could even think about why this individual was not responding the way most did to catching their thief, the woman turned and faced him.

Her eyes were violet, not the bloody red characteristic to her race, he hadn't seen anything like it in his life.

And she was remarkably pretty, even with the glare she was piercing him with. It somehow softened him, made him relax in her grip. More bizarrely still, he started smiling at her.

"You think I didn't see you following me?" Her voice was soft yet sharp, just like her gray features. It made Gallus eager for her to continue scolding him. "I saw you coming a league away. But I shouldn't shame you too much, it's what I wanted."

"...What?" Gallus started, but the Dunmer woman made away from the jewelry stand and towards the central well, pulling Gallus with her and away from earshot of anybody else.

"Every septim on me I've stolen, I haven't done a day of honest work in my entire life." She hissed under her breath. "These pockets, these coinpurses, I acquired them using my own skills to bait someone like you." Her striking eyes narrowed in on Gallus' face as she finally let go of his wrist. "I want into the Thieves Guild here, so take me to your..."

Gallus was so dazed by the Dunmer's beauty it took him an extra moment to realize her sentence was incomplete. Following her gaze he looked down at his chest where a tiny black paw was reaching out of his pocket and trying to swipe the braid dangling over his shoulder.

"Ah, I see my partner has blown his cover. Would you like to yank his little wrist too and humiliate him?" Gallus unbuckled his pocket and pulled the tiny kitten out, which continued to attack the long braid and pay no attention to his audience.

The Dunmer softened her hard stare, albeit her stance was still rigid and firm. Shaking her head slightly she reaffirmed herself.

"I want into the Thieves Guild! Let me speak to your Guild Master!" She whispered fiercely, making sure no one overheard her.

"Fine, fine, let me just get him for you." Gallus replied impatiently. With a dramatic spin coming full circle, he extended his free hand, the other still holding the ball of black fur clawing at his hair. "Gallus Desidenius, Master of the Thieves Guild."

The woman simply looked at his outstretched hand before gazing back up at the kitten and then his smug face.

"There is no way you're the Guild Master... to be caught by an amateur like me... with a kitten in your pocket..."

"Oh, I'm sure you'll find me quite full of surprises."

* * *

 **A/N: Hello, fair readers!**

 **I am writing a Skyrim fanfic focusing on the Thieves Guild questline and I was getting to the parts where Karliah was introduced and was really struggling with giving her character some proper depth and development.** **I wanted to ensure that she would be a fully fleshed out character in my story and not the one-dimensional enigma we see in the game. I decided what better way than to go balls-deep in writing a short series of one-shots examining some key moments between Karliah and Gallus (as well as establish the details of the Thieves Guild pre-Mercer's reign) before Mercer's betrayal.  
**

 **So reviews will be very much appreciated! Usually reviews are just super awesome bonuses to posting chapters but I actually really want to hear your ideas about Karliah and Gallus and the Guild and how you imagined them to be. There is so much the game doesn't fully go into yet it leaves so many hints and subtle details, it's going to be a lot of fun exploring them further the next bit.**

 **Thanks for reading!**


	2. Greater Than the Lexicon

14th of Hearth Fire 4E 158

"Easy now... you aren't skinning a buck, Karliah." Gallus hovered over the Dark Elf's shoulder. She was getting close to finding the sweet spot in the Dwemer door lock, she was just struggling with rotating the bolt with the tension wrench. "You're trying to force it, it'll turn smooth as butter if it's in the right spot."

"It's just this metal, it gets stuck so easily." Karliah muttered, growing frustrated. "Are you sure we're almost there?" Gallus had no way of knowing for sure, but he reckoned they were approaching their prize. This was far from his first dungeon dive into Dwemer ruins.

They had started their journey into Avanchnzel yesterday, following a lead provided by a scholarly colleague of Gallus' to a mysterious and largely unstudied artifact called the Lexicon. Along with Dwemer sites being a personal favourite of Gallus' it was a perfect opportunity to shadow his new recruit. Plenty of traps to make examples of, intimidating automatons to teach how to handle, and always a promise of exceptional loot.

Normally Gallus would tackle Dwemer ruins on his own or with a more experienced partner, but this was a mission to examine Karliah's skills, and to give her a more intense, hands-on training. Recently the young Delvin had an unfortunate run in with a tavern owner in Markarth that resulted in the boy's first kill, and Gallus had decided it was best to send him to the Dark Brotherhood until the murder grew cold. The Guild Master had then taken it upon himself and the other seniors to make sure each junior member was up to standard before being given any more contracts. It was time consuming for sure, but absolutely necessary if the Guild was to maintain its "blood-free" guarantee and keep its members out of jail, or worse.

Besides, Gallus had been pining for a chance to spend some quality time with the Dark Elf. It wasn't an accident that Karliah was assigned to be shadowed by the Guild Master.

It had been almost four months since she had joined the Guild, and while she definitely was skilled at thievery in the outdoors that resembled her home in the Falkreath woods, she needed more practice at urban and dungeon larceny. She could walk along a forest floor without snapping a single twig but one creaky floorboard and she was hooped. She had already gotten uncomfortably close to getting caught on more than one job.

But what Karliah lacked in experience she made up with sharp intellect, Gallus did not have to explain anything twice to her. After their opening confrontation with their first Dwarven spider, Karliah had already figured out how to aim her arrows for the soul gems that evidently powered them, and with her brilliant archery skills she had sniped out more than one potential battle with the machines.

"You're gripping too hard, if you force it it won't budge." Gallus spoke again, his voice almost drowned out by a hiss of steam from the machines churning behind them. As much as he wanted the door to open already he loved watching Karliah's concentration face. Her eyes were so focused and close to the lock she appeared cross-eyed, and every so often her tongue would stick out between her lips. It was adorable.

"Just give me a moment." Karliah abruptly pulled out her lock and tension wrench and stood up. Before Gallus could stop her she had stepped away and began pacing briskly around the room.

If she had been some other underling Gallus probably would have given her a mild scolding, a few firm words pointing out that not every lock will provide the time and liberty to take a little break from picking. But as always, watching her rendered him silent.

Her long, slender legs stepped gracefully in front on the other, spinning every time she switched direction. Her gray face was slightly downcast and pensive, bathed in the pale artificial light emitting from the Dwemer's humming machinations. Gallus could tell she was anxious, failing to pick a lock right in front of her boss was probably what was stressing her out.

"Just relax, Karliah. You're not in trouble."

"I'm better than this. I've been picking locks since I was a child."

"Dwemer locks are different, it's why we're here." Gallus continued to lean against the metal door as the Dunmer woman let out an exasperated sigh and proceeded to pace. Gallus thought now, after over a day of navigating the ruins, finally might be his chance to learn more about Karliah's past, and he seized the opportunity. "You've been picking locks since you were a child, why? What locks are there to pick in the woods?"

"You could say my mother and I were the roguish type, even though we were recluses." Karliah answered slowly, her step easing slightly. "We were your typical, outcast, backwoods family. We hunted, foraged, lived off the land, mother was exceptional at alchemy and taught me everything I know. But sometimes we'd go into Falkreath to sell our wares, and that's when we would use our skills at thievery. Nords... they aren't the kindest to mer. They'd try to take advantage of us, and we would let them. We sold our meat and hides and potions for real cheap and they would think they'd be getting great deals... Little did they know we would be breaking their strongboxes that night." Karliah had fully stopped pacing now and was leaning on a wall facing Gallus. And as much as he craved to learn more about her past, there were pieces starting not to add up in the Guild Master's brain.

"I grew tired of only using my skills in Falkreath, I wanted to grow and develop my abilities."Karliah continued in her smooth voice. "My mother, she refuses to leave our cabin, she is fixed to that place. And she _abhors_ the Thieves Guild, forbad me from going for almost thirty years. I finally got too stir crazy and became desperate enough to disobey her. I'm one hundred and twenty four years old, I _needed_ to venture out on my own, find my own path. So I came to Riften, so I could make a living doing what I do best at while continuously improving."

"Tell me the rest." Gallus demanded, and Karliah looked at him bewilderedly. "If you were a typical, outcast, backwoods family where did you learn how to read? Gods, where did you learn to _speak_?"

"What do you mean?" Karliah tensed up again, her expression guarded and confused.

"You talk like a sophisticated lady of the court, not even a trace of a Nordic accent despite living in rural Skyrim your whole life." Gallus shifted so he could face her fully, crossing his arms as he smiled at her. "You walk and hold yourself like a lady too, shoulders are always square, posture is straight, your step is prim and proper-"

"And you know courtly lady behaviors so well, do you?" Karliah interrupted.

"Yes, I do."

"And why's that? Aspiring to become one?" Karliah was teasing him. _The_ Karliah. Gallus almost reeled at how much more attractive this made her to him. He couldn't even retort with a witty comeback, he simply continued to smirk at her. "Why are you so quiet? Am I catching onto something?"

"No, the reason I know a lot about courtly behavior is because my entire family were members of the court in Solitude, my father was a Thane at the Blue Palace. And I happen to be the youngest of seven sisters."

"Seven sisters?!"

"Really? The whole Blue Palace thing didn't impress you?"

"Well yes, but..."

"I grew up in that rat-hole, I know all about the lies and counterfeits masked as etiquette and policy. People think the Ratways are where the rats are, I _know_ the Blue Palace houses more skeevers and shit than Riften's sewers ever could. I had to get out of there."

"Then why become a thief?" Karliah asked accusingly. "How can you condemn upper class liars and then set out to become a professional crook? And a rich one at that."

"Because I own it. I don't hide what I do and call it politics." Gallus responded firmly, yet his smile still rested on his lips casually. "Besides, after spending three years at the Mages Guild in Daggerfall I discovered the scholarly life wasn't for me. Obtaining knowledge is pointless if you're just going to sit hunched over a dusty book, arguing with other know-it-alls about pointless matters that don't affect anybody. I needed something with a bit more vitality... And nothing made me feel so much thrill and so much peace than living within the shadows." He could see something in Karliah's usual stern expression shift. It softened ever so slightly, her purple eyes now more like young lavender petals. They simply stood there, facing each other as the machines in the room continued their eternal whirls.

"You didn't answer my question, Karliah." Gallus finally said.

"And what was that?"

"Where did you learn how to read and speak?"

Karliah stayed quiet, but Gallus could see her mind thinking fiercely. He knew he was prying, pushing her out of her comfort zone, but like most subjects that sparked his voracious mental appetite, he simply _needed_ to know. And so he patiently waited.

"Before creating our home in the woods... my family was aristocracy too." Karliah finally said, and Gallus visibly perked at the confession. "My parents are Indorils, a part of one of the Great Houses of the Dunmer. My father was well established, but my mother's lineage was always being called into question. She spent most of her life in Morrowind searching for her father, until a lead finally took her to none other than Shor's Stone in Skyrim... And there he was, an old, decrepit miner." Karliah crossed her arms as she continued to stare at the floor. "After reuniting and finally having a relationship with her father, and with Morrowind so unstable after the Red Mountain erupted, she decided to settle in Skyrim. My father, who had aided my mother in her search, returned to Morrowind. He wanted to help his people, bring Morrowind back to glory and all that. He didn't leave my mother before planting me in her belly though..."

"And so your mother and you lived in the woods... and she taught you how to read." Gallus muttered, Karliah gave a single nod. "And your mannerisms, your speech, you picked it up from your noble mother."

"If you gave her a proper bath and dress you would think she was royalty." Karliah confirmed.

"She never wanted to go back home?"

"She often told me that Morrowind never felt like home to her, she found her place in the shadows of the Jerall mountains."

The two reverted back to their thoughtful silence. Gallus didn't know how Karliah felt after revealing her family history, but he knew he felt exactly like he had just cracked open a strongbox to find precious gems inside. He had acquired something valuable, whether or not Karliah had felt pried open he did not know, but he was glad he was able to do it.

"Well, you want to try pushing forward again?" Gallus stood up from the door he was leaning on, exposing the vexing lock to Karliah. After a small moment of hesitation, she focused in on the lock like the hunter she was, kneeled before it and went to work.

And, not to Gallus' surprise, she had it open within the minute. The moment the lock clicked into place Karliah beamed up at her Guild Master, and the rush her expression gave nearly made him sick.

There was no denying it now, Karliah was officially under his skin. It was not just a curiosity anymore.

Despite his increased heart rate and cartwheeling stomach Gallus maintained his trademark suave, and like he had done so many times in the Blue Palace he bowed and held out his hand. Karliah's long, grey fingers took it, and slowly he helped pull her up.

"After you, sera." Gallus jested quietly as he slowly opened the Dwemer door.

"Oh, please." Karliah whispered back, and silently stepped beyond the threshold.

Gallus followed after her into a dim, short hallway that sharply turned left. He immediately went to hug the corner and peek at what awaited them around the bend, to his delight he saw exactly what they were looking for.

"The Lexicon is up ahead." Gallus muttered to Karliah now behind him. "We are too far away for me to really see though. Follow my lead, be dead silent, keep an eye out for traps."

Karliah briskly nodded her head and the two emerged from around the corner, creeping along the walls of the hallway towards the vast room at the end. However, the more the room came into view the more Gallus slowed down. Finally he froze and threw up his hand, halting Karliah, and pointed to the two automatons positioned on either side of the Lexicon. Gallus wasn't able to see them back in the hallway, now that the room was open before them the two metal giants were impossible to miss.

"Those are Centurions. If you think the Spheres were bad, you haven't seen anything." Gallus said under his breath, Karliah having to lean in to hear him. They were still far enough away from the Lexicon and its guardians but Gallus did not want to risk awakening anything. "These were the Dwemer's war machines. They're almost impossible to do any real damage on, have a giant warhammer that can crush you in one swing on one hand and a giant battleaxe on the other. Oh, and they can blast scalding steam that can literally cook your flesh off the bone." He looked over to Karliah, whose facial expression was an even mix of 'there's-no-way-you're-serious' and 'why-in-Oblivion-did-you-bring-me-here.' " _But_ they move very slow, they're easy to run away from, and they can be sneaked by."

"If they're guarding the Lexicon they'll probably activate the moment we touch it." Karliah hissed, Gallus could tell she was nervous.

"That's why we're going to scout this entire chamber, formulate an escape plan, then take the Lexicon and bolt." Gallus assured. "You break and go right, I'll take the left. Don't go very far, just observe the layout of the room and meet me back in the hallway to tell me what you see."

Karliah unsheathed her bow, gripping it so tight her knuckles went pale, and sleuthed up and into the large, stone room and to the right. Gallus also made his way to the left and, staying out of the ancient, Dwemer-made light, he was finally able to get a good view of their goal. It was a strange, red glowing cube that floated on a pedestal, rotating and spinning in constant motion. The two dormant Centurions looked as menacing as ever, positioned on either side of the Lexicon and waiting patiently for anyone to take it. Beyond them was a flight of stone stairs, which led to another large Dwemer door. No matter where that door led, all Karliah and him had to do was get behind it once the Centurions awoke. They couldn't break down metal doors, Gallus knew this from experience.

Quickly Gallus retreated back into the hallway where Karliah was already waiting for him.

"There's a door beyond those stairs." Karliah whispered as soon as Gallus was within ear-shot. "But there's no way to tell if it's locked or not. Should we grab the Lexicon and run out the way we came?"

"We will sneak by the Centurions first to check the door and make sure it isn't a dead end inside. To take the Lexicon and quickly run in behind those doors is ideal, they can't bust through the metal." As Gallus spoke Karliah looked more and more apprehensive.

"The only way to get up the stairs is to get right up close to those machines. What if they wake up even if we're just close?"

"Karliah, this _will_ be extremely risky, but all the most rewarding jobs are. If you want the money and the glory, you need to take the danger that comes along with them. This is your profession now, this is what we thieves do that no one else can."

Karlia's worried face morphed back into its usual strong expression, she straightened her shoulders and looked at Gallus firmly.

"I'm ready. Let's do this."

Crouching so low he was almost on all fours, Gallus made his way across the large Dwemer chamber and towards the stairs beyond the Lexicon. The closer he got the more anxious he became. Karliah was equally silent, he wasn't worried about her at all, but he thought, perhaps maybe, he was underestimating the Centurions. They were so big, and Gallus could now see the dynamo core spinning in their chest cavity and the faint puffs of steam emitting from their joints. Gallus turned instead to focus on the stairs beyond the Lexicon, placing one foot in front of the other and being hyper aware of every sound within the room.

He didn't need to strain to hear the echoing sound of a metallic boom, followed by a blasting hiss of steam.

To his horror the Centurion on the pair's right was in the process of activating, a grey cloud plumed around its stiff body as it tried to lurch into motion.

Karliah had already sprinted ahead and tried pulling the Lexicon from its perch, but the red glowing ball didn't move, it remained fixed in its space despite Karliah's desperate yanks.

The Centurion's head snapped towards Karliah, and as it reared up its battleaxe arm Gallus ripped forward and tackled her to the hard ground. He definitely crushed her a bit, but the heavy swing of the battleaxe missed both of them and hit the Lexicon's pedestal instead with a deafening clash.

"Forget the Lexicon! Go!" Gallus shouted at her, scrambling to pull her up as the Centurion began its heavy march towards them. They continued to ascend the stairs just as erratically, there was no way they'd be able to backtrack with Centurion so close, their only hope was that the door was unlocked.

Gallus slammed into the Dwemer double doors as soon as he conquered the last step, and even though it miraculously wasn't locked the doors only budged slightly.

"Gallus!" Karliah shrieked behind him, and he turned to see the Centurion slowly but surely clambering up the stairs after them. Gallus was in full panic mode now, had he known of what was guarding the Lexicon he never would have brought Karliah there.

"Watch if he's going to blow steam!" He yelled back, and again slammed his body into the metal doors. When they only shifted a tiny bit he rammed into it again and again. He could feel the bruise forming in his shoulder but not the pain. As the shadow of the Centurion towered over them Gallus finally broke open the doors and tumbled inside with Karliah.

The two were in the process of pushing the heavy doors shut when the Centurion's battleaxe thrust through the threshold, narrowly missing Gallus' face and preventing the doors from fully closing.

"Gallus! It's a dead end!" Karliah cried. Gallus turned and looked, but where Karliah saw a dead end he saw a miracle. The short little hallway led to a circular alcove with a lever in the dead center. It was a Dwarven lift.

"Follow me!" Gallus abandoned the metal doors and raced to the lever, Karliah inches from his side. By the time they had reached the alcove the Centurion had fully broken open the doors, but it couldn't fit past the threshold. And sensing the threats to the Lexicon were further away from where it could reach them, Gallus could see the machination start to build up steam pressure. The arrow Karliah launched directly to its chest did nothing to stop it.

The automaton released its wrath of hot air the exact moment Gallus cranked the lever. The lift immediately plummeted, Gallus couldn't hear Karliah's screaming over the explosion of steam above them but he could feel it as he shielded her from the scorching heat. As his gut dropped the heat lessened, and soon the sound of steam was replaced by the clanking cogs and gears whirling them downwards. And just when he thought he was actually going to lose stomach the lift finally jerked to a stop.

Simultaneously the two thieves bolted, disregarding stealth and racing along Dwemer machinery and metal shelves. Even though Gallus knew their threat was far behind them he couldn't stop, he feared if he did the heart beating out of control in his chest would too. Karliah was nimbly sprinting ahead of him, blowing like a gust of wind through rooms that were starting to look familiar.

It was when Karliah tore through the final metal doors did Gallus fully recognize where they were, the enormous main chamber near the entrance of the ruins. Karliah must've known it too, as they reached the bottom of the stone ramp leading to the center of the enclosure they both finally stopped, doubling over and panting heavily. Machines continued to churn and pump around them, sparks even flying from a few damaged cogs, but the surrounding mountain had crumbled away over the centuries allowing moon and star light to pour in from above.

Gallus grasped his knees, struggling to get enough air in his lungs and his pulse under control, but as he continued to gaze at Karliah his difficulties only got worse.

She was so ridiculously beautiful. Her hood had fallen back due to her running, exposing the elf ears Gallus adored through her black hair, hair that was plastered to her face with sweat. This was a woman who was well-educated, yet with no interest in aristocracy. A woman exceptionally talented at both survival in the woods and larceny in the shadows. She was intelligent, independent, hard working, with a dry sense of humour. She was _perfect_.

As Karliah caught her breath she must've realized that Gallus was watching her, she looked at him with violet eyes still sparkling from their narrow escape. It was only for a few moments that the two thieves stared at each other, panting and heaving, until the smouldering in Gallus' chest suddenly erupted into fire.

Maybe Karliah really was driving him crazy, maybe it was because they had just actually escaped certain death, but in two wide steps he had taken Karliah in his arms with their lips colliding fervently. His lungs were still screaming for proper air but he couldn't let go, not of a moment like this. Bringing his hand to caress her face he brought her even closer into him, he wanted to flood his senses with her smell, taste and touch and drown himself in them.

And he could feel her gripping back, her arms were wrapped around him as well. Her lips were kissing him back.

This was far better than getting the Lexicon ever could be.

* * *

 **A/N: Thanks for reading! I really appreciate it!**


	3. In the Arms of Sleep

_"Sleep with not come to this tired body now,_

 _Peace will not come to this lonely heart._

 _..._

 _Suffer my desire, suffer my desire for you."_

 _\- In the Arms of Sleep, the Smashing Pumpkins_

* * *

17th of Sun's Height 4E 160

"And you're positive about this, Phaedra?" Gallus asked the Imperial. She had burst into his own private home along with Lars, Gallus's Second-in-Command, and from the gashes on Phaedra's arms and face and the looks of panic on both of them Gallus knew something big had happened. The group were stationed at the desk in his office, Gallus's black cat purring in his lap without a care.

"I wouldn't make something as serious as this up, Gallus." Phaedra insisted. "We think they're coming in from Solstheim, or some other port city. They come in on ships, and they are almost entirely Dark Elves."

"Damn it..." Gallus grit his teeth. This was just the kind of bad news he had hoped would stay away for another few years, and yet here it was blaring at him. An unknown faction of thieves from Morrowind had just overthrown the Guild's holding in Windhelm, a devastating blow losing their monopoly in the port city. And although the Dunmer weren't able to find their secret quarters a massive street fight had broken out resulting in casualties and arrests on both sides.

"How many did we lose?" The anxious pets Gallus was administering to his cat were far from gentle.

"Four have been arrested, three have been killed-"

"Who? Who?" The Guild Master pressed frantically.

"Calcifer, Varynn, Dralora, and J'arii have been incarcerated. Shazara-Jat, Velouria, and Gideon are dead." Phaedra managed to spit out. "I got here as fast as I could, we don't know if there's more of these new elves coming or if they're planning another attack or what."

Gallus's stomach had dropped when Phaedra first told him that the Windhelm faction had been hit, but hearing the actual names of those who had fallen made him almost lose composure. His heart was roaring at him to ride to Windhelm that instant and rescue everyone himself, but his logic and intelligence were trying relentlessly to formulate a stronger plan.

"Gallus, they still don't know about our set-up at the Cornerclub, but it's only a matter of time before they fully integrate into the Gray Quarter. They may try to form alliances with the Dunmer there." Lars spoke up, leaning onto Gallus's desk and looking at the Guild Master intensely. "We need to round up a squad and head over there. We can fight them off while their hold on Windhelm is still weak."

"This may be a war Lars, but we are _not_ soldiers." Gallus retorted before shifting away in his chair and continuing to scratch his cat.

"We have to retaliate, Gallus! There are still a faction of our thieves up there that need help!" Lars shouted.

"Pardon us, Gallus." The interruption was smooth and elegant and Gallus's stomach curled into itself even more. Every face in the office turned to the door where Karliah and Mercer filled out the threshold. "You told Cnut to send us to you as soon as we returned from Whiterun and we couldn't help but overhear. What happened?"

Karliah's eyes were soft and concerned, but it still felt like they were boring holes into Gallus. He hated how sensitive he was to her. With a brisk gesture for her and Mercer to enter his office he stood from his chair to face all four comrades before him.

"An unknown group of Dunmer thieves have just invaded Windhelm." Gallus started to fill in his latest senior members, his cat still in his arms. "They came in on ships from an unknown origin, wearing armour of unknown affiliation, with an unknown plan to usurp the city from our control. Do you understand what I'm implying, Lars?" The Guild Master turned to the Second-in-Command.

"We need to know more..." Lars admitted, softly nodding his head.

"Knowledge is power." Gallus continued firmly. "If we want to overcome this obstacle we must learn everything about it. We can fight and die only to have these invaders return once they recuperate, but if we understand them we can obliterate them completely." He took a moment to make eye contact with each individual at his desk, however his gaze merely skimmed over Karliah. "We will pull our position from the Cornerclub, make sure we are on good terms with Ambarys and get everyone to safety, even those in jail. Once we have laid low we will do what we were made to do... We will plot and strike from the shadows."

"That will take ages!" Lars had stood from his chair to face his superior.

"Lesson number one when vanquishing foes." Gallus ignored the exasperated Second-in-Command and spoke to his two senior members. "To ensure an enemy's defeat one must first undermine his allies. We will find what or who is empowering these Dunmer and strip it away."

"Can I go back to Windhelm to help?" Phaedra piped up.

"I commend your courage and sense of duty Phaedra, but we can't risk you being recognized. Especially with how noticeable your wounds are." Gallus said only for the woman to visibly grow disappointed. "Go to Brammen for healing, rest and strengthen yourself. That is what you can do to help the Guild."

"Shall I return in the morning to develop further plans?" Lars asked.

"You read my mind, Lars. Go and try to sleep, we will discuss details fully tomorrow. Right now I have to speak with my newest seniors." Once Phaedra and Lars had exited the room Gallus motioned for Mercer and Karliah to take a seat. While they settled themselves Gallus turned to his stand to pour himself some water.

His movement was calm and composed, but inside he felt like a banner shaking in the wind. He surprised himself when his hand remained steady as he filled his cup, his other arm still holding his cat as he purred contently. As Gallus sat back at his desk before his seniors he tried his hardest to push Windhelm out of his head.

Having to face Karliah wasn't all that much easier though.

He had just recently promoted her to a senior member along with Mercer Frey, an equally marvelous thief whose work had continuously proven his merit, and so Gallus assigned them as partners in the field. They had just returned from their first mission together, a heist on a general goods store in Whiterun, and Gallus had wanted to hear how it went.

"So, you emptied Estrid's shop, did you? Reminded Whiterun to keep an eye on their possessions?" Gallus said after a sip of his water.

"Did so with guards investigating the store as well." Mercer said, his expression was still cool but Gallus could tell he was proud. "Something must've set them off, they burst in about fifteen minutes after we infiltrated the place. But we continued to swipe everything and get out while they snooped around."

" _Very_ impressive, seems I picked the right pair for a team." Gallus praised, still avoiding Karliah's gaze. "How much did Cnut estimate the haul to be?"

"Thirty-two hundred septims." Karliah said, her posture regal as ever.

"Exceptional." Gallus pulled out two small pieces of paper and searched for a spot on his desk to write. However, his writing space was littered with texts and illustrations of the fabled Blackreach, a legendary Dwemer city rumoured to lie under Skyrim. With a sad sigh he placed his cat on the ground and cleared the mess away, he imagined with the issue in Windhelm that it would be a long while before he could continue his research.

"Do you have another job lined up for us?" Mercer inquired as Gallus reached for his quill and began writing their promissory notes. He couldn't help but smile despite the heaviness he was feeling, the young man had been eager for work and gold since he pulled the larcener out of Markarth. His talent at thievery as well as sword work and magic made him the ultimate triple threat and a great asset to the Guild, and Gallus never knew him to be idle.

"Can't I ever sate your appetite for coin, Frey?" Gallus finished his signatures with a few flourishes and quickly folded and sealed the two papers shut. His cat was already loudly demanding to be readmitted to his lap. "Here you two scoundrels go. You take these to Wren tomorrow morning and she'll pay you your share of the profit."

"How much did you give us?" Mercer asked as he took his promissory note and stood.

"Well that would ruin the surprise now, wouldn't it?" Gallus quipped as his black cat retook his rightful place, rubbing his face on Gallus's hand. "Take out all the fun of guessing the bonus I added due to your unexpected company in the store."

Finally the faintest smirk cracked Mercer's face, but as he turned to leave the Guild Master's office he noticed Karliah had remained seated.

"Let's go, Karliah. Don't you want to eat something other than stockfish?"

"I want to speak with the Guild Master about Windhelm." Karliah said, almost curtly. Gallus felt his whole body freeze, he couldn't even stroke his cat as he glared at the Dunmer woman.

"He and Lars are discussing things tomorrow, leave the boss be for tonight." Mercer urged, but Karliah held her ground.

"I feel I could be a suitable spy. Position me in the Gray Quarter and have me enroll with them, I could relay my findings back to the Guild."

"Karliah, you are _not_ a Gray Quarter Dunmer." Gallus spoke through clenched teeth.

"Come on, Karliah. Let's go." Mercer prompted again.

"Go ahead. I'll be back in the cistern soon." Karliah remained in her chair.

"Fine then." Mercer proceeded to exit the room. Karliah and Gallus continued to stare at each other silently until the main door of the house could be heard opening and shutting below them.

"You're freaking out." Karliah started what Gallus knew what going to be a painful discourse.

"I've got things under control." He affirmed.

"You always cling onto Spook when you're upset, more than usual. And your foot hasn't stopped jittering since you've sat down."

Gallus hadn't even noticed his shaking foot, immediately he ceased his nervous tick while Karliah continued to eye him knowingly. It made him clutch Spook closer, his fingers stroking his black fur.

"I'm fine, Karliah." Gallus said quietly. "This is nothing I haven't been through before."

"Gallus, it's okay to not be fine." Karliah scolded, her voice was so terrifyingly gentle and understanding. It made Gallus feel safe and vulnerable, like he could actually breathe.

This was the main reason he had tried to distance himself from Karliah. Peace was something he forfeited when he became the leader of the Thieves Guild. He couldn't share the burden of Guild Master with her, it was his and his alone. Vulnerability like that had ended both the careers and lives of many Guild Masters before him, he wasn't going to make their mistake.

"A leader must always keep a level head, if I freaked out the entire Guild would freak out." Gallus muttered, still petting Spook.

"I told you not to be that way with me." Karliah's nagging would annoy him if he didn't love her so much. What did bother him was the fact that she cared about him no matter how he treated her.

She was so confused when shortly after their excursion to Avanchnzel he had to stop what was happening between them, no matter how he actually felt about her. Senior members were giving them looks, the whole Guild knew something deeper was going on between the Master and the newest recruit, and that was dangerous for everyone.

Regardless, no matter how much he tried to push Karliah away he would miss her terribly. To the point where even if they were in the same room he pined for her as if she were in another province. And in his moments of weakness, when he felt the most alone, they always somehow ended up in his bed. Dawn would bring guilt unto Gallus, they would go their separate ways again.

And so the cycle continued for almost two years.

"Karliah, I told you." Gallus was already feeling himself growing weak towards her. If he wanted to make sure he wouldn't yank her heart around for yet another night he needed her to leave as soon as possible.

"Told me what?" Karliah said stubbornly.

"That being lonely is a part of my job description." This time there was more conviction in Gallus's voice. "If they see me falter, if they see me lose composure, then the entire Guild starts to crumble. Everyone looks up to me, everyone from rookie to junior to senior."

"And who do _you_ look up to?" Karliah continued.

"No one!" Gallus said exasperatedly. "There is no one up here with me! I have to rely on myself, Karliah!"

"Then let me stand beside you." This time Karliah stood up and took a step towards Gallus. What little amount of resistance he had built up was gone in that instant, now he looked up at her as if she were some kind of guardian deity. Her beautiful expression was genuine and wrought with desperation, he could see desire burning in her violet eyes.

She was a goddess, Gallus was the priest on his knees. Their relationship would always be like this, he would always need her more than she could ever need him.

"You are a wonderful leader and you do not deserve to suffer alone like this."

"It's my only choice." Gallus muttered.

"You cannot be strong alone. That isn't how it works with _anyone_ in the Guild. In fact _you_ are the one who tells us we all need to support each other." Karliah pressed, coming around Gallus' desk. Gallus quickly placed Spook on his desk and stood up before she could get too close.

"Go to the cistern, Karliah. Get a good meal in you and a good night's rest." Gallus spoke hastily, not even facing the woman he loved so deeply. He tried closing his eyes to focus himself, but all he was bombarded with were memories of her touch. Of lying under the blankets in the dark and feeling her warm skin. Talking and laughing when their lips weren't locked to each other.

A hand rested on his shoulder, and after a small hesitation Gallus looked over his shoulder at Karliah. It pained him to see her so sad, she simply looked at him with a morose gaze and wiped the tear that had started sliding down his cheek.

He didn't want to go to bed alone. To be tortured all night by thoughts of Shazara-Jat, Velouria, and Gideon and how they died, about all the rest being thrown into the same prison as their Dunmer enemies. He knew if he was alone that night there would be no peace to grant him sleep.

Karliah knew this. Ever so gently she wrapped her arm around Gallus and pulled him into an embrace, his head rested on her shoulder before he could stop himself.

"Please, stay with me." Gallus finally broke.


	4. On the Path

17th of Rain's Hand 4E 165

Karliah was half asleep when she felt Gallus' fingers twitching.

Pulling herself fully out of her slumber and into his dark bedroom, she waited and tried to sense if he was having nightmares. Usually he was okay if she stayed with him, and nothing overly stressful had happened with the Guild. On the contrary they were entangled in each other's arms after a night of riotous celebration, after five years of plotting and action the Thieves Guild had finally taken Windhelm back from the Solsthiem Shadows.

Gallus' hands squeezed tightly then released, his arms and legs jerked suddenly, an audible groan escaped his lips. Karliah quickly sat up and gripped his shoulder, softly calling his name.

He didn't wake up, which was especially odd due to him being a very light-sleeper. Now Karliah was starting to panic as she shook him.

"Gallus! Gallus! Wake up!"

He did so with a gasp and a violent lurch upwards. Karliah immediately conjured a flame in her palm and illuminated the panting Guild Master.

"It's okay, Gallus. I'm here-"

"It's _not_ okay." He interrupted, his expression was near hysterical. It didn't sit right with Karliah and she felt a pit of dread start to coagulate in her stomach. "No no no no... It is _not_ okay."

"Gallus, what-"

"Stay here!" He half yelled at her, shrugging off her hand which had gripped his shoulder. As he made to dress himself he continued to bark crazed orders. "I need you to stay right here, Karliah! _Right here!_ Do _not_ move! I will be _right back_!"

"Gallus! What is going on!" Karliah shouted, but she hadn't so much as placed her bare feet on the floor before Gallus held her in place.

"Stay here." He said quieter, although his voice still was frantic. "I will be right back." Without further explanation he tore out of the room with nothing but a nightshirt and trousers on, leaving the Dunmer fuming in bed as he exited the home.

"He ever pull shit like this on you?" Karliah asked Spook as she lit the bedside lantern, the black cat prowled from his spot at the foot of the bed up to Karliah's free hand. For ages Karliah obediently waited with Spook, who seemed perfectly content to accept her pets and scratches.

She was falling asleep again when the main doors of the manor burst open so hard they made her jump, and her heart didn't calm down when she heard not one but two pairs of feet charging up the stairs. Gallus flew back into the bedroom like a storm, and when Mercer's equally panicked face followed him Karliah threw the bedsheets completely over her head.

" _By the Daedra, Gallus! What are you doing?!"_ She roared, trying to shield her nakedness and face from her work partner.

"Karliah, you trust me, right?" Gallus' voice tried to be soft but it still came off like a demand.

" _What in Oblivion is going on?!"_ Karliah screamed again. It wasn't like their more than platonic relationship was completely secret to Mercer but Gallus still constantly ingrained into her the dangers of letting others know of their closeness. It was not right to let Mercer in like this.

"Karliah, I need you to get dressed into your traveling gear. Bring everything for a journey. I'll explain on the way-"

"I am not going _anywhere_ until you explain yourself _now_!" Karliah yelled behind her covers.

"Karliah, we need to go immediately. We will explain everything once we're on the move, we don't have time to lose." Mercer said, his voice urgent and firm.

"Trust us, Karliah..." Gallus coaxed again. This time Karliah peeked at the two men, eyeing them both harshly. And with an indignant exhale she lowered the blankets from her face.

She hated how much power those two had over her.

* * *

"We're going to the Falkreath woods." Gallus finally indulged once all three had mounted their horses and started trotting down the south road of Riften. The sky was pale and bright with the dawn but the world was still cold, once the sun rose it could continue melting the stubborn blotches of snow that still dotted the landscape.

"This some ruse to pay a visit to my mother?" Karliah mocked, her tone snarky and sharp. Gallus turned to look at her fully, but he didn't look upset. Now Karliah read worry and even sympathy in his features. Gallus faced the road again, Mercer stayed quiet on his own horse.

"Did she ever tell you about the Nightingales?"

"Only ever to get me from stopping crying or to put me to sleep." Karliah answered. "A holy trinity of Nocturnal's ne'er-do-wells... The same sort of tales the rookies lap up."

"I'd hardly call us 'holy'..." Mercer muttered, and Karliah stared at him profusely.

"What is this about?!" She demanded for the hundredth time.

"Damn it, Frey. I wanted to wait until we got there." Gallus scolded the senior thief.

"She needs to know before, Gallus. We don't know what it'll be like once we get there."

That was the final straw, Karliah nudged her horse forward and blocked the other two from continuing down the road. Glaring at both Gallus and Mercer from under her hood, feeling that regal attitude they both always accused her of emerge in full force.

"Where are we going and why?" She spoke crisply through clenched teeth. Mercer looked at Gallus, who let out an exasperated sigh.

"We are going to the Twilight Sepulcher, in the Falkreath woods." He said finally. "The Skeleton Key is in danger, and your Nightingale mother tried to defend it. Mercer and I are also Nightingales and are bound to answer Nocturnal's summons by Oath. You are coming along with us."

Karliah could only stare in disgust. Gallus held her gaze bravely, but Mercer put his head in his hands.

"Do you think me a fool, Gallus?"

"Of course n-"

"Do you think me a fool?!"

"No!" Gallus shouted this time. "I think you're incredibly intelligent... and a marvelous thief. You're strong willed and honourable and you're really funny at times and I love your ears, your eyes make me lose my mind and you smell good."

A heavy cloud of awkwardness hung over the trio, Mercer had to look away and Karliah could only gape incredulously at Gallus before he shook the wistful expression off his face and donned a more serious one.

"Around a year after you joined the Guild I wanted to meet your mother, remember that?" Gallus asked, and Karliah nodded her head. "You said no, absolutely not. She hated Thieves Guild thieves and wouldn't take to us kindly... I went anyway."

"Gallus, can't you ever just listen to me?!"

"And she liked me very much!" Gallus pointed a finger at Karliah. "I won't bother you with the minute details at this very moment, but over the years she revealed to me her role as a Nightingale... and had me initiated as one myself. After the death of a certain audacious Fringalla Cessario we had Mercer sworn in."

Karliah's festering rage grew even hotter when she felt tears brimming in her eyes, and she lashed out in a dire attempt to distract the others from them.

"So my mother, who prevented me from joining the Thieves Guild for most of my life, who stopped talking to me once I joined, became best buddies with my boss and partner and told them all her big, dark secrets... and they all went off selling their souls to some Daedra behind my back?"

"Dralsi had some misconceptions about the Guild that I cleared up. After we reconciled that she did try to reach out to you, but you wouldn't let her."

"Because she was trying to drag me back into the woods!"

"She wanted to start preparing you for the Oath!" Gallus shouted back, all three horses whinnying and growing restless. "She had been grooming you your whole life for the Nightingale path, she just didn't want to tell you until she thought you were able to fully understand!"

Too many emotions were blowing into Karliah's head at once, they all got twisted up with each other into something incomprehensible and messy. She felt like screaming, crying and smiling all at once. Her mother did approve of her, was okay with her joining the Guild, but she also withheld colossal secrets. Her mother, partner and lover _all_ excluded her from...whatever they were. They didn't even tell her. Just the thought of the three of them meeting and getting along without her wounded her trust in everyone.

A part of Karliah still wanted to not believe Gallus, but what he said made a little bit of sense. Her mother would tell her stories of Nocturnal and the Nightingales as a child, always threatened that ancestral thieves were watching in the shadows if she misbehaved. She would disappear, sometimes for weeks at a time, and make up some bullshit excuse. Strangers she would claim were old friends would pass through, and Karliah seemed to remember one being called Fringalla. Dralsi's lessons in thievery and survival were oddly emphasized on duty and honour, despite the two never being more than woodland hermits with no affiliations.

And she wanted Karliah to stay in Falkreath, near where this Sepulcher apparently was.

 _"If you go to that squabbling, political rat den you will never use your full potential! Everything I taught you would be for naught!"_

"Let's say I believed you," Karliah started, looking at both Gallus and Mercer. "How do you know my mother needs help?"

"Our Lady told us." Mercer said simply, impatiently nudging his horse into action again.

* * *

Karliah hardly let the conversation stray from Nightingales and Nocturnal the entire journey. The three were fighting their way through the still half frozen over Jerall mountain pass and she still demanded every detail.

Gallus did most of the talking, explained the "business contract" made with Nocturnal in exchange for luck in larcenous endeavours. Nocturnal did not ask for prayer or penance or celebration, she only asked for guardianship over the Twilight Sepulcher. Gallus described the Skeleton Key, how it was so powerful and must be guarded at all costs lest it fall into the wrong hands, that it opened the Ebonmere which was the source of Nocturnal's influence in this plane.

"Many have speculated the reason why Nocturnal created the key in the first place and why she allows it to be stolen. Some say she loves the havoc it wrecks, others point to her apathy." Gallus had shouted over the wind in the mountains. "I myself have entertained the idea that it simply acts as a reason to instigate Nightingale agents. She _wants_ to control or influence us, but not without a cost, and without a sacred relic and temple to guard there would be no contract. There would be no Oath to her."

This is why they were traveling to the Sepulcher, Nocturnal had sent the same dream to her two Nightingales in Riften. Someone had tried to steal the Skeleton Key and all its unlocking potential, Karliah's mother had tried to stop them but was unsuccessful. They were going to help.

And the more Karliah learned and the more everything made sense, the more she relaxed. She even felt happy and at peace when they entered the Falkreath pines. The jays and treecreepers fluttered and sang along the trees, returning after spending the winter south. The sun shone brightly where the thick canopies of pines didn't obstruct it, the spring air was scented with promise of growth and fertile earth.

As much as Karliah didn't regret leaving to join the Guild by any means, it still felt wonderful to be home.

"These bugs are eating me alive!" Mercer exclaimed after slapping one on his cheek.

"If I had known we were coming here I would've brought my alembic. Mother and I developed a repellent made of fir needles and troll fat." Karliah said, riding her horse beside him and taking in the fragrant air.

"Did you two hunt trolls?" Mercer asked.

"Of course, there's always a few in the area. How do you think I could smell one out in Eastmarch that one time and it turned out to be you." Mercer scowled at Karliah's jest before Gallus called back from his leading position.

"What do partners in crime need to share?"

"Respect and allegiance..." Karliah muttered.

"Exactly, work on the respect half."

"Are you sure you don't want me to lead? I know this forest like you know the Blue Palace." Karliah asked.

"I'm not sure if your mother has ever shown you the Twilight Sepulcher. It's on the west side of the forest, still a day's journey away." The Guild Master had answered.

It took more than a day, to Karliah's delight they had to camp overnight. Surviving and roaming just like the days with her mother was beyond refreshing. She couldn't wait to see her again, as awkward as it might be with her Nightingale secret revealed. It had been seven years since she had seen her mother, and Karliah honestly hadn't thought a reunion was possible until now.

Karliah interpreted Gallus and Mercer's unease and stress due to being in unfamiliar woodland and the peril of the Skeleton Key. Despite Karliah asking what Nocturnal revealed in their dreams several times, neither answered fully, and she knew they were hiding something.

Lightening fast thoughts of something bad happening to her mother whizzed through Karliah's mind but she always pushed them out. There was no use working herself up before she knew all the facts, the only thing she could do was wait until they reached the Sepulcher.

And they did, by dusk the next evening. Gallus' makeshift map had led them right to the rocky cliff face, a stream of snow melt from the towering mountains rippling down the stones and crags. And right beside it a large, black iron door.

"This is it." Gallus sounded defeated already. With slumped shoulders he led his horse to a nearby pine and tethered it. "Prepare yourselves, we don't know who or what could still be inside."

Karliah immediately went to counting her arrows, checking her daggers and potions, and stretching out her stiff muscles from the ride. The two men moved languidly and sluggish, Mercer swung his sword a few times, Gallus simply stood still and faced the black door with a look of melancholy.

"Let's get this over with." He said finally and set off to the door. His two senior members followed suit, Karliah's pulse quickening with each step.

To a bit of her surprise, Karliah's initial view inside the temple was of an earthen tunnel. Gallus lit the torch in beside the door and used it to light the path before them. Karliah followed him in through the tunnel while Mercer took the rear. All three strained to hear any sound in the darkness beyond, Karliah even notched a cautionary arrow and pulled it back slightly.

The tunnel opened up into a huge, spacious cave. A foot-worn path in the dirt led forward to something Karliah couldn't see in the pitch blackness. What Gallus' torch did illuminate on the path of heavily trodden earth was splattered with blood... And the tracks suggested the fight had lasted for awhile. That and Karliah counted at least seven different shoeprints.

Another flash of her mother being seriously hurt or in danger before Karliah shook the notion from her head. She had to stay focused.

Mercer veered off to their right suddenly, and when Gallus shone his light on him Karliah saw the body at his feet. An Orc, middle-aged with heavy armour on his chest and an arrow plunged in his throat. Her mother's arrow.

"I don't think whoever survived hung around, they should be gone." Mercer said, even though his voice was quiet it still sounded loud in the silent cave.

"Then why are we here? Where is my mother?" Karliah asked, her bow still raised and her attempt at not sounding scared failing horribly.

"Your mother was to wait here for us." Gallus said, pressing forward. As he lit the various sconces and pits the cave revealed itself to Karliah more.

It was bigger than she previously guessed, the light couldn't even reach the vaulted ceiling or the furthest most walls. Karliah could only lower her bow and gaze in astonishment as Gallus and Mercer continued lighting the chamber and whispering to each other. The worn path led up to a huge stone feature, atop of which archways aligned with another ominous black door.

Karliah nearly tripped over another arrowed brute, when she looked back up she noticed Mercer and Gallus were already aways a way on the flight of stairs leading up to the arches and black door. They both stood over a black mass of a body, a large battleaxe buried into its back.

A battleaxe... not an arrow.

Suddenly Karliah was in a dream. Despite sprinting as fast as her legs could carry her it seemed an eternity before she reached the stairs. Blood descended the steps from where the body had fallen, by the time Karliah reached them Mercer had already pulled the heavy axe from the corpse and flipped them over with his boot.

Karliah's eyes frantically took in the mysterious figure, yet her hazy mind struggled with comprehending what she saw. The body was female, in dark, fitted armour, complete with a black hooded cape and a mask concealing their face.

"Who is this?" Karliah asked. More and more it felt like her body and mind were separating, flying leagues apart in opposite directions while she was left in the middle feeling numb and cold. "Is this who wanted the Skeleton Key?"

When Karliah looked at Gallus she saw tears streaming down his face. Instinctively she went to him and took him in her arms. This she could do, no matter how dazed she was.

But Gallus' crying was different, off somehow. And he didn't respond right when she touched him. Karliah followed his teary gaze back down to the body, where Mercer had pulled down the mask to reveal gray skin and violet eyes...

Dralsi Indoril's face, already in the early stages of decomposition...

And Karliah felt nothing. She simply stared down at her mother's corpse and continued holding onto Gallus, seeing with wide eyes but not believing.

Slowly it seeped into her. While Mercer kicked the battleaxe down the stairs in anger, the clanging ringing throughout the cave. While Gallus rambled apologies and swears and other words she couldn't really hear. All of a sudden Karliah's knees gave out, forcing Gallus to catch her as he lowered her to the cold floor. As she went limp and clutched onto Gallus' arms Karliah released a wail from the inner most caverns of herself.

And she couldn't stop. Writhing on the ground and gripping onto Gallus' sleeves, all she could do was scream at the pain that was seizing her whole being.

"I'm so sorry, Karliah... Your mother was... she was such an exceptional woman." Gallus choked out, but Karliah felt no comfort. Her mother was dead. She never got to say goodbye, the last time they spoke had been during a tumultuous fight seven years ago. She never got to hug her one last time and say she loved her.

"Whoever is responsible for this is going to fucking pay." Mercer said off somewhere.

"Karliah... Karliah, listen... Your mother wanted you to be a Nightingale..." Gallus spoke in a hushed tone close to Karliah's ear, but her weeping still made it difficult to hear him. "We need to restore the trinity... protect what your mother died protecting..."

She was never going hear her mother's soothing voice or laughter again. Never hunt or brew or heist with her again. Never smell her again. Karliah's chest felt physically in pain as her heart broke into pieces.

And would've her mother still been alive if Karliah had stayed in Falkreath with her? If she hadn't have joined the Thieves Guild and instead fulfilled her Nightingale destiny with her mother, would've this onslaught ended differently? The two of them had taken down packs of werewolves together... a few mercenaries would've been nothing...

"When Nightingales swear servitude to Nocturnal their souls become part of the Evergloam in the afterlife... If you want to be with your mother again..."

Karliah didn't care what she had to do. She needed to avenge her mother and tell her she was sorry. Sorry for leaving for Riften and not staying by her side.


	5. The Height Before the Fall

6th of Evening Star 4E 175

"Listen, if you want a cut from our profits you can't be making it bleeding obvious that you're in cahoots with us." Karliah scolded coldly, the dark tunnels of the Ratways giving little light to her stately expression. "The second the Jarl conducts an investigation among his guards is the second you can kiss our coin goodbye."

"Do you know how much paperwork there is just in one arrest?!" Skalli, one of the prison guards spoke up. "And with how much we're catching some of your guppies it'd be several hours of bookkeeping a week!"

"I'm not asking you to do paperwork, on the contrary keeping our thieves free of a paper trail is an upmost priority and I'd highly recommend you do not put _any of them_ on record." Karliah tried to keep her tone professional but it definitely came out more venomous than she intended. Striking up a deal with the guards of Riften had improved the Guild's prosperity tenfold, but she _hated_ working with them. The lot didn't have enough between their ears to sate a Draugr. "All we're asking is that instead of just letting them go at the scene of the crime and raising suspicions with civilians, you put on a show. Arrest our thieves and cut them loose as soon as you reach the prison."

"We're law enforcers, not thespians." Said Throgar, the captain of the Riften guard.

"And if you want to stay that way be content with what scraps the Jarl tosses at you. If you want extra septims you have to put in the extra work like the rest of us." Karliah spat, her hands firmly planting on her hips. "I'm done here, follow our conditions or don't but if you start arresting our thieves or ratting us out to the Jarl be prepared for war."

The four men simply remained quiet, Karliah's voice and presence dominating over all of them.

"Five hundred septims with be at the drop box next week _if_ you smarten up, until then you're dismissed." Karliah turned and stormed away. Her feet knew every twist and turn of the sewer tunnels as they led her back to the Ragged Flagon, her mind swimming with thoughts of frustration.

Opening the door to the loud haggling of patrons and merchants and the far off rabble of the tavern didn't lift her spirits.

Feeling a familiar touch on her shoulder did.

"Well hello there, little Nightingale." Gallus's voice said behind her.

"Gallus!" Karliah whipped around and embraced him without hesitation. It was only when she realized her face was buried in long red hair that she immediately retracted. Gallus laughed wholeheartedly at the blushing cheeks of her and the accidental recipient of her hug, a young Nord by the name of Brynjolf.

"Brynjolf, what happened to your face?" Karliah shook off her embarrassment when she realized the thief had a black eye and very swollen nose. Brynjolf's face almost matched his hair as he shifted uncomfortably.

"Wasn't quite quiet enough in the Arcanaeum, were you Bryn?" Gallus jested, but there was something sickly serious under his tone.

"Gallus I swear I was only taking a peek, I wasn't nicking anything! That Orc came out of no where-"

"Relax boy, relax." And Gallus placed a strong hand atop of Brynjolf's head and shook it playfully. "Now go get a mead, or better yet a healing potion. And tell Delvin what you learned."

Brynjolf took off quickly towards the bar, shoulders slouched and his hands in his pockets. When Karliah turned back to face Gallus he was waiting there with his arms outstretched, a 'what-are-you-waiting-for' gesture and smirk was all she needed to rush into his embrace.

It had been a month and a half since the Guild Master and Brynjolf set off on a few "errands." Karliah knew Gallus favoured the boy heavily, Spook was far from the only stray Gallus had collected the past few decades and Brynjolf fit the bill perfectly. A bastard boy shunned in his town of Falkreath, with nothing but a bad case of kleptomania and a chip on his shoulder, he fit under Gallus' wing like any troubled youth without a father figure would. His lack of coin, education, and confidence only made Gallus further fuss over him like a mother goose.

The trip with the Guild Master was to "boost up Brynjolf's self-esteem a bit," but Karliah saw through it. The last time Gallus had taken a new member out on an one-on-one mission it had been her. And that was seventeen years ago.

Gallus and her nearly got killed during their excursion, the wounds on Brynjolf's face seemed to suggest something happened to him as well.

"I damn near kicked him out of the Guild." Gallus seemed to read where her mind was going.

"What happened?" Karliah asked, her voice still muffled in his chest.

"He was getting bored listening to Enthir and I blather all day so I let him wander around the College. The librarian caught him trying to break open a locked display case of some controversial commentaries on the Mythic Dawn..."

"Gods, Gallus. Did you honestly think he wouldn't get himself into trouble?" Karliah sighed.

"No. I honestly thought whatever he did he wouldn't get caught. That kid has Nocturnal's favour, I swear it. While we were staying in Windhelm I saw him swipe a coin purse from someone _while_ they were talking to him."

"Speaking of Nocturnal's favour..."

"What? Did she tell you something?" Gallus finally broke their embrace and looked at Karliah, his eyes shining with anticipation.

"No, but Mercer went to guard the Sepulcher and he was supposed to be back-"

"Oi! It's Gallus! The boss is back!" Sharun-Jai jaunted past, slapping the Guild Master on the shoulder with a scaly hand while Jaqueline and Aelwyn followed him. "Thawed out from Winterhold yet?"

"I've still got a few frozen toes but it's more than a cold-blooded gentleman such as yourself could handle." Gallus bantered.

"Enthir find out what that lil statue of mine is worth?" Aelwyn asked. The thief had swiped the curious figure from some noble's house, and its bizarre art style and gemmed eyes naturally inclined Gallus to launch a full research project despite how cripplingly busy the man already was.

"Oh, trust me. You will be _thrilled_ to find out what Enthir and I discovered." Gallus's smirk erupted into a full grin, had the other junior members not been there to beg their leader for more information Karliah would've been doing the same thing. Karliah knew that smile of his, it meant something big.

"What is it?! What did you find out?!"

"Please, tell us!"

"Hush now!" Gallus pressed a finger to his lips. "I'm holding a meeting tonight, you'll ruin the surprise if you don't seal your lips! Now go, get out of here! But be back by dusk!" The instant the tittering trio disappeared into the Ratways he hissed to Karliah. "Say no more here, let's go somewhere else."

Gallus hastily took her by the hand and led her off towards the Ragged Flagon. There was a bit of a struggle through the crowd of thieves wanting to see their leader, asking him how the journey was and if he brought back any prizes. Only Brynjolf stayed seated at his table with Delvin, evidently already tasked with helping the Guild's main scribe with his letters.

Gallus pushed their way through the tavern, across the empty cistern, all the way to the large treasury doors. Only once the two had used both their keys to open the vault and step inside the packed room did Gallus beckon Karliah to continue.

"Mercer left for the Twilight Sepulcher and he isn't back?"

His tone conveyed his annoyance, it immediately spread to Karliah like a pox.

"I was going to watch the Sepulcher for awhile, Mercer cornered me the second he knew I was planning on leaving and told me he would go instead." Karliah put her hands on her hips, fully conscious of the fact she always did so when she was about to show her teeth.

Gallus couldn't keep doing this to her.

"And you let him?" Gallus' irritability built itself off of hers, he glared at her as he leaned against the vault doors.

"He is my superior, Gallus." Karliah growled. "When you positioned him as Second-in-Command you gave him authority over me."

Karliah would never forgive Gallus for not giving her the proper job title of what she essentially had to perform anyway. Mercer was rarely around, if not holidaying then definitely off in his manor frivolously basking in his wealth. Karliah was the one who ran the show when Gallus was busy, she was one who hired new recruits, assigned senior missions, and hosted brutal negotiations with clients and enemies alike.

By all standards _she_ was Gallus' right hand, but the Guild Master choose Mercer as his official Second-in -Command as to "not raise suspicions" of his and Karliah's covert relationship.

As if _anyone_ was still unaware that the two were in love.

"You are definitely above him in the trinity, you have a Nightingale lineage-"

"Oh please." Karliah spat. "Nocturnal does not give a _shit_ about lineage, and there is no hierarchy within the trinity! Even so Mercer still thinks he's above me since I'm the newest Nightingale and he helped initiate me, because once again you chose him before me!"

"You know the forest, especially during the winter!"

"You think I didn't tell him that?!"

"How long has he been gone!?" Gallus yelled.

"Over two weeks!" Karliah shouted back. This time Gallus remained silent, his mind tearing into the information Karliah was providing it. She spoke more calmly as he continued to think furiously. "I've had to do everything... all your duties _and_ his. I'm so bloody exhausted, Gallus..."

Without a word Gallus moved towards one of the large chests. He opened it with his key, revealing the unsurprising heaps of coin and precious gems inside.

"Does this look less empty to you? " He asked.

"It's been almost a month since I've been in here." Karliah answered, her hands still on her hips. "No one can come in to skim unless Mercer _and_ myself let them in."

"What about this one?" Gallus ignored her comment and turned to the next chest over, opening it to exhibit more riches. Karliah could only shrug. Gallus unlocked the next chest, and the next.

"What are you doing?" Karliah had to inquire after he opened the last coffer

"Mercer's acting strange... Brynjolf had luck on his side until Winterhold... I am starting to get the gut wrenching notion that-" Gallus was interrupted by a loud rapping on the iron doors. A muffled voice could be heard from the other side, yelling into the thick metal.

"Hey! Gallus! It's Mercer, I just got back! Heard you did too!"

Karliah's stomach dropped leagues below her. Gallus looked the exact same. They gave each other the same pleading look before the Guild Master turned to answer the door.


	6. Two Birds One Stone

22nd of Mid Year 4E 176

Normally, Karliah enjoyed stalking prey.

It was calm, quiet, even intimate. As you shadowed a doe or boar or wolf, following in their footsteps through the forest, you developed an invisible bond to them. You breathed in their scent, you watched them graze or dig the earth, you could hear them listening for you. It made processing their bodies more reverent, more personal.

But not this prey. Karliah had been following him for weeks, across the hot springs of Eastmarch and through the mountains of Winterhold. She already knew his soul inside out, knew what his steps would be before he took them, knew she was betraying his trust by tracking him.

The deception tortured her. Even she would admit before anyone that Gallus' orders were always optional to her, but this time Gallus was _very_ adamant that she stay in Riften while he went out on an "important meeting." And with how tense and wound up he had been lately she knew it was something dangerous, possibly even blasphemous.

Gallus had opened up to her about his unshakable suspicion that Mercer had taken the Skeleton Key, violating the Twilight Sepulcher and breaking his Nightingale Oath. Although Karliah wholly agreed that Mercer was hiding something and needed to be confronted, she didn't know if she could believe him to be capable of treachery to such a degree. She trusted Mercer with her life because he had saved it numerous times, he was her literal partner in crime for several years.

Besides, Nocturnal had sent them no sign, no dream or omen, about anything going wrong at the Sepulcher. Karliah even went there herself and checked the Ebonmere to ensure the Key's safety, and it was still there.

Gallus felt like he was onto something though, albeit he struggled to express his thoughts to Karliah. When he told her he would be leaving town for a few weeks and that she'd be in charge of the Guild in his and Mercer's absence, she knew something was wrong and felt obligated to break her promise. Karliah recalled the last night they spent together, how strange he was acting. Their kisses were slow and deep, the way one smelled flowers. Savouring each sensation.

"I'm sorry I treat you like I do." Gallus had confessed against her lips, only for Karliah to shut him up by pressing into him again. She had heard all of it before, how he wished he could proudly walk around with her on his arm, how he hated always publicly brushing her aside in fear of revealing his partialness to her, how he pushed her away only to pull her back in.

She didn't care.

It was hard of course, very much so at times, but she understood. It was simply a price she had to pay for being in love with the Master of Skyrim's Thieves Guild, just like with any other contract. If she wanted the pleasure, she had to take the pain too.

"Thank you for looking after me." This time Gallus fully broke their kiss, making sure she saw his earnestness. "You were the one person I felt truly comfortable around, like I was able to let my guard down for once."

"Were?"

"I love you... my little Nightingale."

The entire night felt like a goodbye. It made a hard pit of dread clog her heart. Karliah had no choice but to disobey Gallus and follow him across the province.

Gallus donning his Nightingale gear further confirmed her feeling that Gallus was going to meet Mercer. He never wore his sacred armour and sword except for Nightingale duties, which for Karliah wasn't often enough.

Seeing Gallus in his Nightingale attire was always a feast for her eyes. She could never get enough of watching the fitted, black leather silhouette his body, the hood that framed his handsome face. Hints of wrinkles were starting to line his features now, especially the furrow between his brows... probably from his ceaseless thinking.

Karliah didn't work herself up thinking about how she would outlive Gallus. He'd grow old and gray and die and she wouldn't even reach half her natural lifespan. Their afterlife in the Evergloam granted her some solace, but she didn't exactly know to what extent they'd still be themselves... whether they'd remember each other, or be able to feel each other.

It was all the more reason to make sure he didn't do anything stupid now.

Karliah managed to stalk her Guild Master all the way to a frozen crypt not far from the dilapidated town of Winterhold, its standing stones and domed entrance the only visible constructs sticking out of the wastes of snow. Beyond the stretch of white the Sea of Ghosts could be seen, gray and stormy as it perpetually was. The only natural aspect of the landscape that didn't make Karliah feel like she was in the land of the dead was the sky. Streaks of blues and greens like paint strokes danced across the heavens, it bathed every surface on Nirn with their hue.

Karliah kept out of the beautiful lights, stayed in the shadows among the rocky crags and boulders that surrounded the tomb. Her eyes finally strayed from her beloved target only for them to catch sight of another man, dressed in armour black as pitch and standing on a large stone feature among the monoliths.

Mercer Frey...

Karliah slinked along the stones until she was at a favourable vantage point, she couldn't hear them from her distance but she was far away to see everything they were doing without being seen herself. It was at this high ground that Karliah was able to make out the top of Mercer's platform, a large, circular opening no doubt tunneling into the dark catacombs below took up most of the surface.

The two men gave each other a brief greeting as Gallus made his way up the steps toward Mercer, their body language visibly bitter and tense even at Karliah's distance.

Silently she watched, only able to detect faint murmurings and echoes of their discussion, a discussion which started cold but rapidly grew more and more heated like a billowing ember. The hair on the back on Karliah's neck stood straight up when she heard the men resort to screaming, and then finally draw their weapons.

With her feelings of guilt multiplying, Karliah snatched her bow and notched an arrow... Her heart almost breaking as she aimed it at Mercer. She couldn't believe she was ever having to point her weapon of choice at her partner, her friend and fellow Nightingale, but she knew if he so much as raised his blade towards Gallus she would dispatch him to the Evergloam without hesitation.

Guild Master and Second-in-Command continued their bellowing as they and their shadows circled each other, their swords reflecting the blue-green lights from the sky above them. Karliah was shaking now, she had to grit her teeth to keep them from chattering, more and more she had to fight the urge to scream.

One blink and Karliah missed Mercer's initial strike. All she saw was his finishing stance as Gallus crumpled to the ground.

And Karliah let her arrow fly.

It hit Mercer right in his chest, and instantly he fell over. Karliah emerged from her shadows and sprinted to the platform, rushing up the stairs to the two severely injured men.

Mercer's writhing was gradually diminishing, he simply gazed up at the aurora borealis with fading eyes, his teeth still flashing a snarl. That was all the attention Karliah gave Mercer, instead she dropped to her knees beside Gallus, already soaked in a pool of his own blood and staring at Karliah with wide, brown eyes.

"Karliah!" His croak was rife with panic and fear. "What are you doing here?! I told you to stay-"

"Shut up." Karliah reached in her belt and procured one of her home brewed healing salves. Peeling away the layer of Nightingale armour Karliah found the laceration that cut across Gallus' belly, and ignoring the severity of his wound began slathering it with her medicine.

"Karliah... Kar..." Gallus continued to rasp, his eyes fluttering as he bled his life onto the cold stone.

"Gallus! Don't you dare think you can leave! You still have work to do at the Guild!"

"I know, I have to stay... I'm not done yet... Karliah... Karliah, behind you!" Before Gallus could even point Karliah felt an excruciating pain penetrate her back. It completely blinded her, made her seize up and scream in agony, only for another deep pain to pierce her. Looking through her tears Karliah turned to see Mercer, somehow very much alive with her arrow in his chest and his dagger buried in her back.

Her back. Her partner was literally stabbing her in the back.

"Mercer! Mercer, what are you doing?!" She heard Gallus cry from below her. "Leave her out of this!"

Mercer's boots were right beside her, glistening wet with her blood. Karliah reached for the dagger at her hip and buried it in his foot. The attack made Mercer reel with a roar, and Karliah seized the opportunity to desperately crawl away from him as fast as she could.

Looking over her shoulder she saw Mercer rip the dagger out of his foot with a growl, his face twisted and evil. When he looked back at her she knew in her heart, with no shadow of doubt, that he meant to kill her.

As she made to draw her bow again a boot to her face split her lip and bloodied her nose, it made her see stars as she blinked up at the Breton.

" _Karliah, run!"_ Gallus continued to half-wheeze, half shriek at her.

"Nocturnal will destroy you for this!" Karliah spat up at Mercer, her words dripping with blood.

"Is that so? I seemed to have forgotten the part of the Oath which entails any sort of Nightingale protection." Mercer sneered. How he was still alive and moving with her arrow protruding from his chest astounded Karliah. It was right where his heart should be, the only explanation Karliah could rationalize was that the man had literally become heartless.

"It's obvious Nocturnal doesn't care about us, about our lives, we're just her dogs... We come when she calls and guard her trinkets until we die."

"And the contract with her is what gives us luck in our work, it's what stops the Guild from losing its ground! Without our luck we'd be dead!" Karliah snarled, Mercer only shook his end.

"You and Gallus will never understand true power... true potential."

With that Mercer turned to Gallus, reached up and ripped the arrow out of his chest. As he dropped the bloody shaft to the ground a faint cord of red mist linked the two Nightingales, it made Gallus drop limp while the cascade of blood from Mercer's chest ceased.

Strife... he was using his Nightingale Strife on the very person who initiated him...

Karliah shrieked and drove her boot into Mercer's knee, it caused him to buckle over with a grunt but the line draining Gallus's life force out of him and into Mercer still pulsated strongly. Gallus wasn't moving anymore, despite her gushing wounds Karliah rushed to his side, pulling out another healing potion and trying to replenish what Mercer was taking away.

However, once she lifted Gallus's head and brought the vial his lips she knew he was dead. Regardless, she poured the liquid into his mouth, only for it to pool out and stream down his cheeks.

"No... No..." Karliah moaned, holding her love's face in her hands, trying to will him to life again. As though if she just thought hard enough he would open his eyes at her again.

"Gallus invited me to Snow Veil Sanctum, but I didn't know why..." Mercer's voice muttered from behind her. "When I arrived he stepped from the shadows, but before he uttered a sound her arrow pierced his throat... Before I could even draw my blade her second arrow found its mark in my chest."

" _What are you talking about?_!" Karliah screamed, glaring at Mercer as she clung onto Gallus's blood-soaked armour.

"Just rehearsing what I'm gong to narrate to the Guild." Mercer spoke softly, like a parent to a child. "I never for a second considered eliminating you and Gallus separately, I knew you had to die together... yet I also knew Gallus would never expose himself with you by his side. Gallus relaxed whenever you were around, he knew how much he let his guard down..." Mercer slowly and tantalizingly unsheathed his sword, the metal scraping on metal sending shivers up Karliah's spine as she wept over Gallus's corpse. "So I invited Gallus alone knowing you would disobey and follow him, and once you arrived here it'd be like killing two birds with one stone."

Through her tears she reached for the hilt at Gallus's hip and whipped around to block Mercer's strike, the silver of the Nightingale Blade clashing against Mercer's Dwarven metal.

However Mercer was always the better swordsmen, he both parried Karliah's weapon aside and slashed her shoulder open in one fast motion. Already feeling light headed from her blood loss, knowing her fear and adrenaline where the only things keeping her pain under control, Karliah had no choice but to crawl away from Gallus's body.

"The trinity is over, Karliah... It is only one now." Mercer jeered as he gave a single, powerful nudge with his boot and sent Gallus tumbling over the side of the large opening. A wail flew out of Karliah and followed the slain Nightingale as he vanished into the black catacombs below. She watched as Mercer now turned to deal with her. Her, sobbing and broken, wanting nothing more than to submit to Mercer's blade and end her existence, with a final battle cry Karliah instead turned and scrambled off and over the side of the platform.

It didn't matter what she wanted. What mattered was the protection of the Guild and the contract with Nocturnal. She needed to stabilize her wounds and race to Riften before Mercer could harm anybody else, she needed to restore the trinity lest the Guild fade away to nothing.

She would never let Mercer destroy everything Gallus worked for.

Her crunch as she painfully landed on the snow drowned out Mercer's ferocious cursing, and she didn't waste any time pushing through the agony of her stabbed back and broken heart. Quickly she stood herself back up, the Nightingale Blade still in her hand, and raced towards the direction of Winterhold. Echoes of Mercer screams propelled her sprinting feet faster as they beat against the pure snow.

Enthir would help her... he had to...

 _"I will find you Karliah!"_ Mercer's frenzied snarls tore through the wind in her ears. _"Your life is mine!"_


End file.
